Securities and Exchange Commission
Washington, D.C. 20549
FORM N-54C
NOTIFICATION OF WITHDRAWAL OF ELECTION TO BE
SUBJECT TO SECTIONS 55 THROUGH 65 OF THE
INVESTMENT COMPANY ACT OF 1940
FILED PURSUANT TO SECTION 54(c) OF THE INVESTMENT
COMPANY ACT OF 1940
The undersigned business development company hereby notifies the
Securities and Exchange Commission that it withdraws its election to be subject
to sections 55 through 65 of the Investment Company Act of 1940 (the "Act"),
pursuant to the provisions of section 54(c) of the Act, and in connection with
such notice of withdrawal of election submits the following information:
Name: Pratt, Wylce & Lords, Ltd.
-------------------------------------------
Address of Principal Business Office (No. & Street, City, State, Zip Code):
2035 Staysail Lane, Jupiter, Florida 33477
- --------------------------------------------------------
Telephone Number (including area code): 561-745-1949
------------
File Number under the Securities Exchange Act of 1934: 000-25792
-------
Pratt, Wylce & Lords, Ltd. ceased any operations relating to providing
consulting services and receiving securities of its client companies as
partial payment, Since its cessation of financial consulting activities, the
Company has carried out administrative functions and has begun liquidating
its investment portfolio.
During the year ended January 31, 1998, the Company made working capital
advances to Immune Technologies, Inc. (Immune), a former client
company,amounting to $54,100. The business of Immune consists of research
and development and marketing of products based on new technology for the
prevention and related therapy of infectious diseases in animals.
In April 1998, the Company entered into a purchase and sale
agreement with Immune whereby the Company purchased certain assets of Immune
consisting primarily of accounts receivable, furniture, equipment and
intangible assets. The purchase price paid consisted of 2,000,000 shares of
the Company's common stock and the cash advances made.
In August 1998, the Company entered into an Agreement of Sale with Greengold
Corporation ("Greengold"), a Minnesota corporation whereby all of the
Greengold Common Shares were exchanged for 1,900,000 Common Shares of the
Company. Greengold is launching operations in North Carolina in 1998 to
commercialize its patented Aquameal System, a process in aquaculture crop
production using wastewater as a fertilizer source.
The Company is currently seeking new business activities unrelated to the
provision of financial services.
Pursuant to the requirements of the Act, the undersigned company has
caused this notification of withdrawal of election to be subject to sections 55
through 65 of the Act to be duly signed on its behalf in the City of Jupiter and
State of Florida on the 3rd day of November, 1998.
[SEAL] Pratt, Wylce & Lords, Ltd.
By: /s/ L. Alan Schafler
L. Alan Schafler, President/Director
Attest: /s/ Erich Schmid
Title: Director
